Of Thoughts, Tickles and Kisses
by RobertDowneyJrLove
Summary: Once again, Phil catches Keely thinking of him and uses it to his advantage. Who knew tickling her could draw a confession from her?


_"He's in his room." _

She heard him before she saw him. She could hear the sound of his drum-sticks tapping out a beat on his drum-set. She crept toward the doorway and stood there, perfectly content to just watch. His black hair was messy only accentuated by the playful twinkle in his melted chocolate eyes and the mischievous quirk of his lips when he smiled. His silver pendant hung from the leather strap around his neck, shining against the black cotton of his t-shirt. Wooden drum-sticks twirled between skilled fingers and tapped out a beat. He played drums like a professional.

"You comin' in, Keel?" His voice carried out above the beat even though the drumsticks were still in constant motion over the instrument. "Or do you prefer the doorway?"

She smiled as she walked into the room and collapsed on his bed, bunching the soft fabric of his comforter in her fingers. Her eyes shimmered a light blue from his vantage point but he knew that if he were to get closer, the true color - a beautifully dark emerald green - would become clearer. Her messy waves were swept up off of her neck into a piecy, messy ponytail that just grazed the back of her neck. A simple white tank top, dark denim shorts and flip flops completed her look.

"You should join a band," Keely commented, nodding toward the blue drumset he was currently sitting at. "You could go pro in no time."

"I wouldn't join a band," Phil shook his head, his melted chocolate eyes meeting her pools of dark green. Upon seeing her quizzical look, he smiled and continued; "Not without you."

"But I can't - "

He jerked his thumb toward the guitar, her guitar, sitting on it's stand in the corner of his room. "You play guitar and I've heard you sing."

"Yeah but I only play guitar when I'm alone or when I'm with you." Keely told him softly, kicking off her flip-flops in favor of pulling her feet up onto the bed. "And I can't really sing in front of people."

"But what about the talent show?" Phil raised his eyebrows in question.

"Phil," Keely shook her head with a laugh before meeting his eyes again. "I only did that because you reduced yourself to the size of cat chow and climbed up the microphone stand."

"But you still did it." Phil shrugged as if to say that he was right and she should just go with it. "And anyway, I don't need a band. I've got you."

The mischievous quirk of his lips into that amused yet tender smile and the way his rich dark eyes crinkled at the corners made her giggle and blush. She loved that smile; it was one of those smiles that seemed to be reserved for her only. She never saw him smile like that in front of their friends. Owen and Via usually saw the 'I'm happy to be with my friends' smile which was a closed mouth, kind of distant smile that didn't really speak much of how he felt. His family was a different story. His smile was more of the 'You're my family, I reserve the right to laugh at you' kind when he was with his family. He wasn't laughing yet but his grin usually spoke of his inability to control the laughter that was about to spill out of his mouth.

"Keel, you comin' back to Earth today?" Phil's amused laughter snapped her back to reality.

"Sorry," Keely shook her head, "I was just thinking."

"About what?"

"You." Keely blurted out before she really had a chance to think about it. Cringing in embarrassment, she tried without success to correct herself."I mean...uh...uh..."

"No." Phil shook his head playfully, making his way to her. "You already exposed yourself. You were thinking about me. No taking it back now."

"Philly-Willy," Her eyes widened and her bottom lip jutted out. She knew he couldn't resist it, even if she had used that awful name.

"Nope, you exposed yourself, Miss Teslow." Phil sank down onto the bed on his knees and leaned closer. His hands creeped closer to her ribs, fingers lightly brushing the soft cotton of her tank top. She stilled, her eyes locked with his in an intense gaze. His lips parted slightly and for a split second, Keely wondered if he was going to kiss her. That thought process was brought to screeching halt by his fingers digging into her ribcage and the laughter that escaped his parted lips.

"Phil!" Keely fell back onto the bed in a fit of hysterical laughter as his fingers danced across her ribs. "Phil!"

"What?" His voice is strangled with laughter. Even writhing underneath him in a fit of hysterical laughter, she can tell just by the sound of his laughter that he's truly happy.

It was a genuinely happy laugh that resonated throughout his whole body. It was different than the sarcastic chuckle he gave when Owen was trying to be funny or the hysterically amused laughter that erupted in the presence of his family. This laughter changed the aura around him. It surrounded him with a genuine warmth and she had noticed when he laughed, he made everyone around him happy. His laughter was contagious as was the adorable grin that accompanied such contagious laughter.

"Mercy!" Keely cried, pushing his fingers away from her. "Mercy!"

"Say it!"

"Phillip Diffy, you are the most awesome best friend a girl could ever ask for." Keely squealed as he tickled her once more before pulling away and getting off of the bed. She sat up with a petulant pout. "That was mean."

"So why were you thinking of me?" Phil asked her, changing the subject.

Why?

Why not? She couldn't think of a more enjoyable topic. She wouldn't be telling him anytime soon that almost all of her thoughts led back to him. She wouldn't tell him that her Algebra got done only because it made her think of him. She wouldn't tell him that she had only passed her English poetry assignments because her poems were inspired by him. She would never tell him of the stack of notebooks filled with songs about him.

Some things were best left a secret.

"I was just thinking that you could..." She looked around the room, awkwardly searching for something that would fill in the voice and save her from the embarrassment of admitting that it had been him - his physical presence that she had been thinking about. "I was just thinking..."

"About me." His teasing voice tickled her ear and drew a shudder from her thin shoulders. "Keel, you're a bad liar."

"Okay, I was thinking about you. We've already established that." Keely all but growled, jerking herself away from him. "Can we please move on?"

"Keel," Phil stood up from the bed and moved to face her. "What's going on?"

"Yes..." Keely broke down, letting her shoulders drop as her eyes darted around the room. She picked her arms and dropped them quickly, the gesture signalling that she really didn't know why she was about to confess what had long been one of her best kept secrets. "Yes, okay, I think about you. All the time. I can't help it."

"Kee - "

"I write songs about you." Keely turned away from him slightly, refusing to let him see the dark red blush heating up her face. "My poems...they're inspired by you. My homework gets done because of you. Phil, you're not just in my life. You've kind of become my life."

"Kind of? Sounds like I am your life." Phil chuckled softly, sobering when she turned and pinned him with a glare. "Keel, you think I don't think about you?"

"I don't know." Keely crossed her arms over her stomach vulnerably, shrugging her shoulders. "Do you?"

"All the time." Phil laughed, reaching for her arms. "Geez, Keely, you've been all I've thought about since we met. Do you know how hard it is being the best friend?"

"Do you know how long I've wanted you as more than just a best friend?" Keely countered rhetorically.

Without a second thought as to what he was doing, his arms wrapped around her and oh-dear-God, there was that heavenly place again. The second his lips found hers, his mind took him back to a little over a year ago when he had raced against the clock - literally - to rush into the school and kiss her before he had to leave with his family. It had been heaven to kiss her for the first time since their "relationship" had changed and the feel of her soft as silk lips had sent his brain tumbling back into that heavenly place.

"Good." Keely fisted his shirt in the back and pressed closer. "Good. Want more."

"Need more." He tangled his fingers in her hair, not caring who might walk in on them. "Keely."

"Shush. Waited too long. No more waiting." Keely shushed him, reattaching their lips before he could protest.

No more waiting, indeed. And so, this is how the story ends. Phil Diffy and Keely Teslow find their happy ending, with each other as so many people had predicted. No more waiting. No more secret thoughts of each other that had to remain, exactly that. Songs and poems came in abundance, more time was spent together and some of their best dates consisted of board-games and pizza on his living room floor. The story ends on a happy note and a lesson is learned.

Sometimes, all it takes is a little willingness to reveal one's thoughts to give us what we truly want in life.

* * *

**It's 12:30. My insomnia is wearing off. I have to go before I fall asleep. 'Shoot To Thrill' by AC/DC is not the dulcet sound I want to fall asleep to. Nor do I want the rude awakening of my laptop overheating on my legs so I'm out of here. I don't know what this is but I do know that it's finished and it only took me an hour! Goodnight All! Leave some Love, Dolls!**

**Love ya, **

**RobertDowneyJrLove**


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